Fairy Tail High
by TheScarletNinja
Summary: AU/GrayxOC/ When Jem Clearbelle first came to Fairy Tail High she thought she would finally have a normal life, however, the students all have strange and wild personalities. When dangerous and strange accidents start to occur Jem has to do the unthinkable to save and protect her friends. Can the students of Fairy Tail High survive the destruction that seems to follow Jem?
1. Chapter 1

**Chapter 1: I am … Alone?**

Fairy Tail High School a normal school for a normal town filled with normal students. This school sits in the middle of Magnolia. The day to day life of the students of FTH was …

"Natsu! Get back here!"

"Not when you're like that!" exclaimed a pink haired boy.

Running down the crowded halls of Fairy Tail was Natsu Dragoneel and his girlfriend Kasai Hatake, who was having one of her random mood swings. She chased after Natsu with a very large bat in her hands. Natsu was about to get to the stairs. If he could just make it to the stairs he would be free from his girls' attack. Just as the stairs were in sight a boy blocked Natsu's path.

"Finally, Natsu today is the day we settle this!"

"Not right now Gray, you squinty eyed freak! Kasai is on my tail!" Natsu exclaimed.

"Well, I don't have that problem. Natsu, it's about time for ..." Gray began but Natsu jumped the rail and was out of sight before Kasai could get there.

"Damn him! That's is the last time he stands me up." Kasai growled.

"Actually, he said he was held up at work. I'm sure he really wanted to go with you to the movie." said a girl with a bandana wrapped around her lavender hair.

"Jem, why are you sticking up for him?" Kasai asked.

"Cause you are running down the halls with a bat. If Class President Erza saw any of that she'd have both of your heads." Jem said.

"Besides Natsu isn't worth it." Gray huffed.

"Says the boy who is always fighting with Natsu, for no reason, I might add." Jem scoffed.

"Why must you constantly be a thorn in my side, Jem Clearbelle." Gray glared.

"Cause I find it fun." Jem chuckled. Then she and Kasai walked away.

Jem Clearbelle and Gray Fullbuster never saw eye to eye. They never got along and were viewed by everyone to have hated each other. And Grays' bad habit of stripping off his clothes didn't help matters.

In the second year of school Jem was new and the first thing she did was smack Gray when he appeared in front of her wearing only boxers. After that she seemed it make it her job to keep Gray's stripping to a minimum, by hitting him every time he took off his clothes. Gray was not amused by her "help".

"I swear, Natsu and Gray cause more trouble than they're worth." Jem sighed.

"True. I just can't understand what those two see in fighting all the time." Kasai sat down at her desk.

"Says the girl who is constantly trying to kill him." laughed a blonde girl.

"Lucy, didn't know you were back from your vacation." Jem smiled.

"Yeah, the flight was delayed or else I would've been here yesterday." Lucy smiled back with a nervous chuckle.

Lucy Heartfilia was a very rich girl, richest in the school and occasionally she would go on mini vacations to get away. However, she wasn't spoiled, she was very caring and considerate towards others.

The school day flew by quickly and like always there never was a dull moment. After school let out Natsu and Gray were about to fight when the Head of West Hall and meanest teacher in the school, Laxus Dreyar, came and stopped them with one hit over the head.

"Laxus, you should go easy on them their brains are damaged enough from all their fighting." came the voice of a tall brunette wearing a ponytail.

"Relax, Erica. They'll be fine." Laxus chuckled.

"Their unconscious, you blockhead." Erica snorted.

"They're alright. They can sleep it off."

"You really didn't give them the option."

Erica Alberona was Laxus's assistant, she was smart, caring and more responsible than Laxus. She was the only person who could keep Laxus tame enough to not hurt anyone … severely. There was a rumor going around the school for sometime that Laxus and Erica were an item. When they found out about said rumor, they told everyone that it was true.

"Natsu, you idiot. I tried to warn you that Laxus was on his way. Why don't you ever listen to me." Kasai thought out loud as she lifted the unconscious Natsu over her shoulder. "Lucy can you please grab his other arm?"

"Sure." Lucy slipped under Natsu's arm and helped carry him back to his house. "Jem, maybe you should make sure Gray gets home."

"What! No way!" Jem exclaimed, stomping her foot.

"It's okay we can help." said a small feminine voice.

Jubilee Comet stood next to her best friend Levy McGarden. Jubilee and Levy were small and very kind. They were big readers but Jubilee was the bigger reader, she was the smartest student in Fairy Tail High. The two were second years but they had many friends in the third year students.

"Thanks, Jubilee, Levy, but I'll handle it. Besides, I hear the homework this week is brutal in the advanced classes." Jem smiled.

With that she lifted the knocked out Gray and trudged his dead weight all the way to his home. Once they got to his house, Jem rummaged through his pockets for his house keys. Then opened the door and dragged him in.

"Hello, is anyone home?" she asked, Then not even waiting for an answer she called, "Gray got into a fight with Natsu again. I was just getting him home." She walked into the living room and set Gray down on the couch.

She walked over and turned on the light over the room. Jem searched the room then continued to search the house. She looked all over the house and called out but no one answered. When she got back to the living room, Gray was sitting up rubbing his head.

"There's no one here. It's just me." Gray said.

"Oh, I didn't know. I'm sorry." Jem said as sorrow covered her face.

"Don't be. No reason. I just couldn't stand it were I use to live." Gray grunted.

"That's to bad. Really I feel bad." Jem said as she walked to the kitchen.

Gray unconsciously followed her, "It's alright with me."

Jem went to the freezer and grabbed a tray of ice and emptied it into a dishcloth. She tied it up then walked over to Gray and she placed it lightly on his head.

"I'm the same." Jem said softly as she moved the ice trying to find a bump.

"How?" Gray said, batting away her hand and holding the ice to his wound.

"I don't have a family either." Jem sat down across from him.

"I said I didn't live with any, not that I didn't have any." Gray snarled.

"Oh, sorry. I didn't mean it the way it sounded." Jem said. "I just meant …"

"We both live alone, I know. Didn't mean to jump on you like that." Gray said.

"Nothing new." Jem smiled. "We're always at each others throats. Almost as much as you and Natsu." she giggled.

Gray was lost in a moment of shock. He had never heard her laugh, or more like he didn't pay any attention. She was cute, now that he had the chance to see her without them yelling and angry. Her silver eyes stared at him for a moment. Gray's face began to get hot. Was he blushing at a girl he hated? Was it even hate? Maybe it was just dislike or a simple disagreement?

Suddenly Jem's eyes narrowed, "Why are you shirtless?"

Gray was lost in thought, he didn't even notice that his shirt was gone. He scrambled to find his shirt, or any shirt for that matter. He already had a headache, he didn't need Jem to beat him to near death.

"Gray stop. You can stop, I won't hit you. You need the rest, just go sit down." Jem said grabbing his arm and pushing him on the couch. "Don't hurt yourself, okay."

"Sure." Gray said placing the ice on his head.

Jem was almost out the door when Gray called to her, "Jem. Thanks."

Jem looked to Gray then smiled, "No problem, you perv."

Usually Gray would've retaliated at that moment but this time he just smiled back.

Jem walked back to her house. Once she was there, Jem drew a circle with her finger around the doorknob. A noise that sounded like a large lock opening echoed from the door. Then she pulled out her keys and unlocked the door. She entered the house and said, "Grandma, I'm home." even though she knew no one would answer. It was just a thing she got use to doing after she and her grandmother parted ways.

It was just her in the small house, nobody else. Jem walked to her room and threw down her bag. She walked over to her desk and clicked on the computer. She sat down and began to write on a sheet of paper. When she was done Jem folded it up and put it in an envelope that read, 'Grandma Lilac Clearbelle'. She then placed it in a box on her dresser.

Suddenly a noise came from the computer. Jem sat back down at the computer and saw the chat board was up, there was a message from Kasai.

Flight_risk32 Hope it wasn't 2 much … u know with Gray.

Bubbleluv44 Not really.

Key_To_Hearts_57 Good wouldn't be wise to kill him in his own house.

Bubbleluv44 Very funny Lucy. What about Natsu? What's up with him?

Key_To_Hearts_57 Kasai whacked him with a book when he tried 2 get up 2 finish his fight with Gray

Bubbleluv44 Totally, Natsu.

Flight_risk32 Yup.

Bubbleluv44 GTG homework. Laxus is so brutal with this stuff.

Flight_risk32 Hahaha.

Key_To_Hearts_57 Hahaha.

Jem spun in her chair before walking down to the kitchen and getting a snack before working on her homework.

Tomorrow was Friday and Jem couldn't wait to have the weekend coming up. She finished her homework and grabbed a sandwich for dinner and headed out the door for work. Jem worked at a pet store, mostly she dealt with the fish and aquariums.

Once the day was over Jem flopped onto her bed, she didn't even bother to take off her work uniform.

"Goodnight, Grandma." Jem said looking at the box then glanced at the picture next to it.

A silver frame held a picture of a young girl with short lavender hair wearing a bandana over the top. She was wearing a small white dress with blue spots. She sat on the lap of an older wrinkled woman. This woman had gray hair pulled back in a bun. She wore a floral dress and a warm smile. The two were happy looking in the photo but the scenery was not as pleasant.

The buildings were destroyed; the sky was dark and gloomy; the land was dead; and the plants were wilted and dry. This was the world Jem came from. How she got here only she knew and she could never tell anyone the truth. For it would bring nothing but despair for the people of this time.


	2. Chapter 2

**Chapter 2: Crazy Kids**

"Man, my head still hurts!" Natsu whined.

Kasai rolled her eyes, "Oh, you poor baby."

Natsu's eyes darted toward Kasai then shifted back. "Seriously, maybe I have a concussion." he groaned. "I know." Natsu said cheerfully. "Kasai! Kiss it and make it feel better." Natsu said leaning toward her.

Kasai punched the top of his head. "Not in front of others, idiot."

Natsu recoiled then pouted rubbing his head, "You meanie."

"Jeez Natsu, I got hit just as hard as you, you don't see me complaining." Gray said as he set his stuff on his desk.

"Then what's with the pack of ice on your head, tough guy?" Jem laughed.

"I said that I wasn't complaining, not that it didn't hurt." Gray snarled.

The girls laughed as Natsu and Gray pouted with large bumps still on their heads. The class was getting started; students were writing down notes and the teacher was talking about a whole bunch of stuff that not a single student would remember by next week.

Suddenly something hit the window causing it to shatter. The students all reacted in shock as shards of glass fell all over the floor. Natsu and Gray where the first to jump up and head for the window.

Kasai walked over and found the object that was the culprit. "It's a baseball." she held it up to Natsu.

Natsu laughed, "Hey, Elfman! HOMERUN!" Natsu threw his hands up.

"Elfman, next time aim for the brick not the glass!" Gray shouted down to the baseball field.

A large man with pure white hair looked up to the boys and called back, "Real men aim for the sky!"

Then a girl with pink hair placed a hand on his arm. "But real students don't want to be showered with glass during their lessons."

"Yeah, well that's what they have janitors for, Sugar." Elfman chuckled.

Elfman Strauss was the middle child of three siblings. Sugar Moonrox was a long time family friend and Elfman's girlfriend. Those two were as different as night and day, but it was their differences that balanced them out as a couple.

"True, but you forgot who the janitor is today." Sugar smiled.

"Oops."

The students began to calm down from the baseball incident. Just as the noise died down the classroom door slammed open to reveal a large shadowed figure.

"Out of the way." the voice growled.

With a broom in one hand and dustpan in the other, Gajeel Redfox, stomped his way to the glass and collected it up. He then threw it in the trash bin that was attached to the janitor cart. He then walked over to the window and looked out of it.

"Who did this?" he asked Lucy.

"It just came from no where." Lucy said with a nervous chuckle.

"I don't believe you." Gajeel glared. "Salamander, who did it?"

"Elfman." Natsu answered.

"Again! That is the third window this season!" Gajeel snapped. He then looked out the window and spotted Elfman. "HEY, STRAUSS. I TOLD YOU TO BECAREFUL OF THE WINDOWS! PRINCIPLE MAKAROV SAID THE NEXT ONE WAS COMING OUT OF MY CHECK! I'D LIKE TO EAT THIS WEEK YOU KNOW!"

"I can't help where the ball goes! I can only give it the power to move!" Elfman called back with a laugh.

"That's it, you are dead!" Gajeel shouted as he jumped out the third floor window. He landed on the ground and ran for Elfman.

Gajeel was always like this. He had a small amount of money and an even smaller grade point average. He worked as a janitor for punishment because he always got into fights, but now it was the only job he could hold down. Principle Macarov told Gajeel if he continued to work as a janitor then he would pass him, that way Gajeel would have a diploma and not end up homeless … pretty much.

"There are a few screws loose in that one." Kasai said with a weird look toward the broken window.

"It's seems like it's just the boys really." Lucy chuckled.

"Your forgetting Erza, Lucy." Natsu said.

"Yeah, she's the most ruthless person in this school." Gray nodded.

"Nothing is more scarier then when Natsu and Gray agree." Jem shook her head.

"It's the truth though, Erza is the scariest person in this school." Natsu nodded.

"Natsu!"

The pink haired boy's eyes widened as a shadow came up behind him. "What happened to the window and who is responsible?!"

Standing behind Natsu with hair as bright as the fire the was practically visible behind her, was Erza Scarlet, the class president. She was strict and uptight about the rules of the school and she made sure to keep the school in line so that the Principle didn't have to worry much. That in consideration, she, at times, can be even nice.

"Erza, calm down, it had nothing to do with Natsu." Kasai said as Natsu held on to her, crying in fear.

"Then what?" Erza glared.

"Elfman and Gajeel did it." Jem said.

Erza's eyes darted to the cart. "I should've know when I saw the cart. This window will be coming out of Gajeel's paycheck."

"Come on, Prez, don't take it out on Gajeel. He didn't do anything really." Gray said.

"Right, what I meant was that Elfman smashed the window with a baseball. Gajeel was cleaning it then jumped out the window chasing down Elfman." Jem said.

"Fine, detention for Elfman. I'll talk to Principle Makarov about Gajeel." Erza said before leaving the room. She grabbed the janitor cart and wheeled it away.

"She really can jump the gun, huh?" Lucy chuckled.

"You have no idea." the others said in unison.

The day dragged on and everyone just wished for the day to end, but no one in Fairy Tail High would miss gym class. The boys loved that they could play games and get dirty, not to mention seeing the girls in their gym uniforms. Which was a plain white T-shirt and blue short that really only covered their butts … kinda.

Once they dressed for gym the boy rallied around the teacher, Alzack Colleen.

"Calm down, we're going to have the girls go first." he said. When the boys made depressed noises he said, "They don't destroy the field unlike you hooligans. Let them go then you can mess the field up all you want."

The girls lined up on the track and readied themselves to start running. In line was Jem, Lucy, Kasai, a girl with a purple ponytail and glasses, and Sugar. When Alzack told them to go Jem and Kasai left the others in the dust.

"Kasai has this in the bag!" Natsu laughed. "Go Kasai!" he cheered.

"Don't underestimate Jem, she may surprise you." Gray said.

"Since when do you like Jem?" Natsu snorted.

"I'm just saying." Gray shrugged. "Want to make it interesting?"

"Your on."

Jem and Kasai had mere inches difference in distance. Kasai was getting further and further away. Jem had never lost to Kasai. This little time in gym as the chance for these two girls to test their skills against each other. Jem was not about to lose.

Jem kept running but she closed her eyes. With Sugar on her tail she thought about the one thing that could make her run faster. Jem picture the red eyed death stare of a thin girl, about her age, wearing black with two dark blonde pigtails. Before Jem knew it she had passed up the end line and almost hit a stadium light pole. She stopped just short of it.

"Damn, Jem you really speed up at that last moment." Kasai said in awe.

"It looked like you were going to hit that pole." Sugar said in concern.

"No it's okay. I'm fine." Jem said wiping the sweat from her brow.

That sweat wasn't from running, it was from fear. The fear those eyes put in Jem was enough to make her move even if she had both of her legs broken.

"I knew you'd win." Gray said as the boys approached them.

"I lost the bet. Man!" Natsu whined.

Jem just smiled. She didn't have to worry about any of that now. Where she was no one was going to hurt her. She knew she could live peacefully here in Magnolia, with all her friends.

"Alright!" Alzack called. "Girls to the benches! Boys on the track!"

Natsu and Gray were always the easiest choice for the win but the outcome differed every time.

"Alright, GO!" Alzack shouted.

The boys were off and like always Natsu and Gray were neck and neck. They started shoving and tried to trip each other.

"NATSU! IF YOU WIN I'LL PAY FOR THE MAKE UP DATE! ALL YOU CAN EAT!" Kasai exclaimed to Natsu. She knew just what to say to get the boy going.

"Alright! I'm fired up now!" Natsu began to pick up speed. "Free food!"

"Poor Gray. He just can't compete with Natsu's stomach." Lucy laughed.

Jem thought for a moment, _Gray bet on me and won. He knew I'd win. I wonder how?_

"I know!" Jem exclaimed. "GRAY! WIN AND I'LL DO YOUR HOMEWORK FOR A MONTH!"

"Why in the hell are you cheering for Gray?" Kasai asked.

"Cause he cheered for me." Jem blushed slightly.

"Is that red cheeks on your face?" came a voice.

The girls turned to see Mirajane Strauss the oldest of the Strauss siblings and Principle Makarovs' assistant. She was a kind girl with long white hair. She had a sense of intuition that was always right on the dot. She could always tell when people were hiding things from others, and she knew exactly what it was too.

"I'm not blushing it's just hot out here and I just got finished running." Jem stated.

"Hi Mira, what's up." Sugar smiled.

"Nothing I got bored so I came to see how things were going here." she smiled back.

"Did you hear Elfman got detention for breaking the window in the East Hall?" Kasai asked.

"Yeah, it's nothing new really."

The girls laughed then turned to see how the boys fared in their race. Natsu was two steps behind Gray. It looked like victory for the black haired boy when a solid metal object came from the sky and hit the earth with enough force to shake the whole school.

It was tall and cylindrical in shape. The sun glared off its smooth frame blinding some of the student temporally. Then a hole opened in the middle and two claws came out and headed straight for the girls.


	3. Chapter 3

**Chapter 3: Falling Apart**

As the large metal claws rushed to the girls some of the others scattered but Jem was lost in the shock of what was happening.

"Jem get out of there!" Natsu shouted.

"Get down!" Mira exclaimed as she pushed Jem.

The claws grabbed Jem and Mirajane and pulled them inside. Then there was a loud clicking noise.

"What the hell is this!? What just happened!?" Natsu exclaimed. "Give back Jem and Mira!" He ran toward the object and punched it. He whole body shook and he fell to the ground in pain.

"We need to find a way in there." Gray said.

"Kasai and Alzack are getting Principle Makarov and Erza." Lucy said.

"What is that thing anyway?" Sugar asked.

No one had any idea what this thing was and how it even got there. Natsu continued to punch the metal prison that held their friends inside. No one knew what was happening to the girls inside.

Inside their prison, Mira and Jem struggled against the claws that held them. Mira, however, was panicking.

"Mira, you need to calm down. I can get us out of here. Can you keep a secret?" Jem said.

"Sure." Mira squeaked.

Jem placed her hands on the claw and shouted, "Dancing Bubble Blast!" Suddenly hundreds of bubbles, ranging in size, filled the area the girls were being held.

"How is this happening? Jem what are you doing?" Mira asked.

"Getting us out of here." Jem said her tone full of determination.

Just then the bubbles began to pop like bombs. The bubbles blew the claws apart and the two girls dropped to the ground.

Jem immediately stood and called out, "Can anyone hear me?"

"Jem? Are you okay?" said Lucy's voice.

"We're alright." Jem answered. "Mira is a little shaken."

"Kasai and the teacher are getting the Principle and Erza." said Gray's voice.

Just then Mirajane began screaming. Jem turned to see a dark glow radiate off of her. Jem went over to her but when she tried to touch Mira she was blasted back against the wall.

"What is that?" Natsu's voice shouted.

"Mira … something is attacking her." Jem said.

Jem got back up and used her hand to draw a circle of light then drew a star shape inside of it. She placed her hands in the middle of the shape.

"Disperse!"

The shape began to glow and surrounded Mira. As it did the dark glow stopped. Mira collapsed to the ground.

Jem glared at the wall of the metal container. "Is the Principle here yet!?" Jem asked.

"I'm right here, Jem. How is Mirajane?" came the voice of the Principle.

"Something hit her. She's unconscious." Jem informed.

"Okay, don't worry we'll get you out of there." came Erza's voice.

Jem didn't know how they were going to be able to get this prison open, all she could do was make sure Mira was alright. She rushed over to her and saw a mark on her left thigh that looked like a pair of horns.

_This can't be good._

Suddenly there was a horrible metal on metal noise that echoed through the chamber. Jem covered her ears then saw a sword sticking through the side. After the sword was pulled out two large hands came in and pulled the metal apart.

The two hands then reached in and grabbed the girls. The hands belonged to Principle Makarov. He was usually a small man. Normally he wouldn't be any taller than a five year old but right now he was the size of the house. When this started happening he told the students that this ability was given to him by the King of Fiore … almost no one believed him.

He placed the two girls down next to the other students.

"Something has happened to Mira, Principle Makarov." Jem said. She had a sick feeling in her stomach.

Sugar lifted Mirajane off the grass. "Let's get her to Porlyusica."

Makarov nodded then lifted the metal tube and together the two walked off the field, Mira in tow.

"Jem, what happened in there?" Natsu asked.

"Something attacked Mira. I couldn't do anything about it. If that … If she … Why didn't I act sooner?" Jem began crying.

"She'll be fine, Jem. You protected her the best you could." Lucy said.

"Yeah, Porlyusica is great at healing. Mirajane will be up and smiling again in no time." Kasai tried to assure her.

"We're sure you did what you could. None of us know what that thing is." Gray said he placed his hand on her shoulder.

"Gray's right. We wouldn't've known what to do just as much as you did." Natsu said.

Jem fell to the ground crying. She was sure she'd be safer and already thing were taking a turn for the worst.

"What do you mean I can't see her!?" Elfman said.

"She is sleeping so it wouldn't matter anyway." Porlyusica said.

"I need to see her. I just want to know if she's okay." Elfman said in a calmer tone.

"Elfman, please, there isn't anything you can do right now." Sugar said grabbing Elfman's sleeve. "Mira is a tough girl. She'll be just fine."

Sugar had to inform Elfman about what had happened with Jem and Mirajane. Immediately Elfman wanted to know who caused it and why but no one had an answer. Sugar was able to calm him down enough to sit on the bench next to the nurses' office. She stood next to him and wrapped her arms around his neck pulling him close.

"Don't worry, everything is going to be fine." Sugar said in a calm voice.

"Thanks, Sugar, but I need to know who did this." Elfman said as he wrapped his arms around her.

"We will."

Makarov looked to Porlyusica, "Couldn't tell him could you?"

"What am I suppose to say. His younger sister is in the hospital, still in a coma, which he still thinks is his fault. Now his older sister was been poisoned by the demon curse." Porlyusica answered.

"He'll find out anyway. Soon too." Makarov said. "We can't keep her from being affected. She will …"

"I know but I just couldn't. He's suffered too much already." Porlyusica sighed.

"You know you didn't have to follow me home, Gray." Jem sighed.

"Yes, I think I do. You aren't really in the right state of mind." Gray said. "I mean, hell, you were captured by a giant metal claw. Then your friend is attacked by God knows what. And after all that you cried for a good half hour."

"I know what happened, Gray." Jem snapped.

After she responded like that Gray didn't say anything more. She was already upset enough as it was he didn't need to be making it worse. Once they were at her house Jem told Gray to go home.

"What's wrong with you?" Gray asked.

"I just want to be alone." Jem snapped. "So. Go. Home."

"Right." Gray snorted. He didn't move an inch.

Jem sighed, she made a circle with her finger around the doorknob. The sound of a loud click echoed from the door. Gray jumped slightly when he heard the noise.

"What the … What the hell was that noise?" Gray asked.

"A special lock. Keeps out everything." Jem said casually.

Jem put her keys in the lock then opened the door. Once inside she threw her bag on the couch. Gray did the same.

"Is there a bathroom around here?" Gray asked.

"Going to put your shirt on?" Jem asked.

Gray looked down to see that his shirt was missing. He then spotted it slung over his schoolbag. Quickly he put it back on and headed for the hall.

He walked into the first door and flicked on the light. He had accidentally walked into Jem's room. He was about to turn and get out when something caught his eye.

Gray walked over to the dresser and saw the photo on the top of it. The photo surrounded by a silver frame with two people in it who could still smile in that sad scenery. He picked it up and studied it closely. He noticed the background of these two people was the complete opposite of their smiling atmosphere. It wasn't till he looked at the two in the photo that he saw the little girl was Jem.

_So then this must be her Grandmother._ Gray thought. He placed the photo on the dresser again.

Then a noise startled him and he knocked the box that sat next to the photo off the dresser. He bent down to pick up the box and the stuff that fall out of it. As he put the envelopes back in the box Gray noticed that all of them said 'Grandma Lilac Clearbelle'.

_Did she write all of these to her Grandmother and then not send them? _Gray thought. Just then he remembered something Jem had said to him.

"_I don't have a family either."_

_So then why write all these letters?_

"Gray are you done in there!" Jem called.

"Yeah." Gray answered.

He put the box back on the dresser and hurried back to the living room. He had completely forgot why he went back there in the first place. He wanted to ask Jem what was up with the photo and box of unsent letters, but that would mean he'd have to tell her that he was in her room and the headache that she would give him was already hurting his head.

Jem said she had no family, yet, she had a picture of her and her grandmother and no pictures of her parents. She writes letters to her grandmother but never sends them. What exactly happened to Jem's family? Gray wanted to ask but he knew he'd never get an answer cause things were similar for him and he knew how he'd react.

"Now can you leave me alone." Jem said when Gray returned to the living room.

"Yeah. I've got to go to work." Gray said as he grabbed his bag and walked out the door.

Jem sat for an hour on the couch not moving. Just yesterday she was excited for the weekend now she wished it was still Thursday.

_Everything is just going to fall apart from here isn't it, Grandma?_


	4. Chapter 4

**Chapter 4: All The Festivities**

"Really, Jem isn't coming?" Natsu asked sadly.

"Yeah, she wasn't up to it." Kasai said.

This weekend was the Magnolia Festival and for the past two weeks all the student of Fairy Tail High and residents of Magnolia were excited about it. That is until the events of Friday, Jem and Mirajane were not going to attend. Mira was still recovering from the attack at the house of Porlyusica and Jem was still unwilling to face anyone after letting that happen to Mira, even though she knew she could have prevented it. Even Elfman was adamant about not going to the festival.

"Please Elfman. Mira would want you to go and have fun with your friends." Sugar said.

Elfman sat on the couch in Sugar's living room. He couldn't even go home, he didn't want to see his empty house. Sugar, who understood how he felt, told him he could stay as long as he wanted.

"I just don't think I'll be able to enjoy myself." Elfman sighed.

Sugar walked over to Elfman, "Then come for me. Just to keep me company, please." she smiled slightly.

Elfman looked up into Sugar's eyes, "I won't be good company."

"I don't care. I just want to go to the festival with the man I love." Sugar smiled more.

"Okay, what kind of man would I be if I let down the woman I love." Elfman said with a slight smile.

"That's better." Sugar giggled. She leaned in and kissed him.

Sugar may have been able to convince Elfman to go but, Jem was a different story. Kasai had spent an hour trying to convince her but was getting nowhere. She then decided to conference call the others. On the line now with Kasai and Jem was Lucy, Jubilee, Levy and even Erza.

"But you can't not go." Kasai exclaimed.

"I just don't think I can handle having fun with everyone there." Jem said in monotone.

"I wish you would reconsider. We will all miss you." Lucy said.

"Porlyusica said that Mira was going to be fine in a day or two. You have nothing to feel sorry about. You did everything you could." Erza insisted.

"No I didn't! I could've done so much more! I could've prevented her from getting poisoned by that thing!" Jem snapped tears started to form.

"But if something was really wrong Porlyusica would've …" Lucy stared.

"No she wouldn't've. Porlyusica has Mira at her place for observation. To make sure that it doesn't get worse." Jubilee said.

"We're suppose to be supportive of Jem, Jubilee. Not agree with her suffering." Levy said.

"I know. But … the truth is none of us could do anything. When it boils right down to it, we were all to weak to help Mira … or Jem." Jubilee said.

"You not helping Jubilee!" Kasai said in anger. "Hang up if you're just going to add fuel to the fire!"

"I'm sorry." Jubilee said before hanging up.

"I'll talk to her now." Levy said then she hung up.

"I get where Jubilee is coming from but still …" Lucy said with a sigh.

"Jem sorry about Jubilee. I guess I should've known she'd react that way." Kasai chuckled nervously. "Jem? … Jem … you still there?"

"She hung up." Lucy said.

"When!?" Kasai exclaimed.

"About the time Levy did."

"I'm so going to kick her ass!" Kasai growled. "I'm calling her back."

"No, I think we should let Jem cool off. She'll realize soon that she is being too dramatic about all of this and that everything will be fine in the end." Erza said then hung up.

Lucy sighed again, "Right, see you at the festival, Kasai."

"Yeah."

As the night rolled in people began to gather in the middle of town for the festival. Along the sides of the main road were stands for games, foods, and festival accessory items and souvenirs. The citizen all wore festive kimonos and the little kids had their faces painted. The lights were warm and colorful and the smell of the food cooking was spreading all over the town.

From her room Jem could see the lights and hear the laughter and excitement of the people. She wished to be apart of it but every time she looked at her kimono, which was dark purple with golden splatters across it, that she bought especially for this occasion, she remembered why she didn't want to go. Her phone had been ringing for hours as her friends continued to try one last time to get her to come enjoy the festival with them. After an hour she turned her phone off.

"Hey, Kasai. Don't you look cute in that." Natsu said as he met Kasai at the entrance of the festival.

Natsu was wearing a yellow kimono with a red dragon swirling around it and the sleeves rolled up. Kasai wore a light blue kimono with a colorful butterfly pattern on the hem. Her hair was up in a ponytail with two hair picks holding back her bangs, one with a large pink rose and a golden teasel on the other.

"Thanks, Natsu." Kasai blushed.

"Well now you're even cuter." Natsu smiled then pulled Kasai close and kissed her.

"What have I told you about kissing me in public, idiot." Kasai whispered even redder than before.

"No one is here to see us." Natsu smiled.

"Whatever." Kasai sighed with a smile.

"So Jem really isn't coming?" Natsu asked.

"No. She even turned her phone off." Kasai said with a sad look.

As the events of the festival were under way the group of friends eventually found each other. Natsu and Kasai ran into Lucy with Jubilee and Levy. Jubilee apologized for how she acted over the phone about a hundred times before finally accepting that they were truly okay with it.

Lucy was wearing a green kimono with pink flowers on it. Her hair was up in a bun with a long stick, that had jewels hanging from it, poking out of it.

Jubilee and Levy wore matching kimonos, which was a complete accident. The girls just always ended up doing something like that without even talking to one another. It was almost like they were twins, but with Levy's blue hair and Jubilee's green on black hair it was obvious that was not the case. They wore red kimonos with multicolored fans on them.

Soon Erza was found as well. She wore a lavender kimono with dark blue swirls on the ends.

Even Laxus and Erica were seen, though Erica seemed to be enjoying it a lot more than Laxus, who was getting constant death glares from Cana, Erica's little sister and school drunk.

As everyone enjoyed the festival, playing games; eating the food; and watching some of the performers. It was still clear to everyone that Jem was not with them having fun as well.

"Hey, everybody." came a familiar voice.

Gray had finally showed up, but even though he was wearing a kimono, the top was hanging around his waist, showing his bare chest. It was a plain gray kimono, no pun intended.

"Nice to have you finally join us." Kasai smiled.

"So is everyone here or what?" he asked.

"Jem didn't come." Levy said.

"I had a feeling she wouldn't after what she was like when I got her home." Gray sighed.

"You sound disappointed Gray. Could it be that you wanted her to come so you could spend some time with her?" Kasai asked with a smirk.

"That's not it. I just hope that she doesn't end up beating herself up about this forever." Gray said.

"It still sounds like you're concerned about her." Jubilee said.

"And here we all thought that you hated her." Erza smiled evilly.

"I dislike her hitting me every time my shirt comes off." Gray retorted. "I never said I hated her."

"So then it's still possible that you love …" Kasai started then was interrupted.

"Hi everybody. I see you are enjoying the festival." a high voice said from behind. The gang turned to see Sugar and Elfman.

"Wow." Lucy gasped. "Sugar you actually got Elfman to come to this without Mira?"

"It took some convincing but, he agreed." Sugar smiled.

Elfman smiled at the group, "At first, I didn't think that I would enjoy this at all. But Mira would've wanted me to come anyway, Sugar helped me see that. And I have to say I am have a nice time."

"Sugar can make everything better." Jubilee laughed. The rest joined in.

"If only we had know you were coming with Elfman we would've called you to talk to Jem." Kasai said. "She still feels responsible for what happened to Mirajane. It was so bad she didn't even come to the festival."

"I wish I had known." Sugar said with sorrow in her voice.

"There isn't much we can do now." Natsu said.

"Uhm, where is Gray?" Levy asked.

Running down street after street, Gray made his way to Jem's house. He had to tell her about Elfman and get her to come and enjoy the festival with her friends.

"_I don't have a family either."_

"_We both live alone, I know. Didn't mean to jump on you like that."_

_She's always alone. It's not fair for anyone. Even if they choose it, no one should be alone._

Gray pounded on Jem's door but she didn't answer. He ran to the back and yelled, "Jem you need to come to the festival!"

The curtain in the window move to the side and Gray could make out the shape of someone. He jumped onto the picnic table then onto the roof of the porch, however, he nearly missed.

Jem opened her window, "Are you insane!" Jem exclaimed. "You're going to get yourself killed!"

Gray stood on the roof and walked slowly and carefully over to Jem's window.

"You need to come and be with your friends." Gray said once he was in front of her.

"I can't do that. How could I have any fun?" Jem said.

"Listen, I lied before when I said I just couldn't stand it were I use to live."Gray began. "The truth is my family died … along time ago."

"Gray …"

"For awhile I lived with a woman named Ur and a boy named Lyon. But Ur died too and I haven't seen Lyon since." Gray said clenching his fists.

"Gray … why are you telling me this? You would never tell anyone this." Jem said in a shaky voice.

"Because, you know as well as I do what it means to be completely alone. But like me, you have friends who don't want you to be that way." Gray said. He looked to Jem. "Elfman and Sugar are at the festival right now. They are all having fun but, they miss you and wish you were with them."

"Elfman?" Jem asked. "So he's alright?"

"Yeah, Sugar convinced him to come and he's having fun. Everyone else too, they're waiting for you." Gray said. "So will you come?"

Jem looked at Gray then to the lights of the festival. She thought for a moment then said, with a smile, "Sure."

Jem shut the window and ran to her kimono. She threw it on then pulled off her bandana. Quickly she tied her hair back in a low bun leaving out a small part of hair that laid over her shoulder.

Once she had her hair picks, with jewels all over it, in she headed for the door; waiting there was Gray.

When he looked at her he blushed slightly. "You look great … really great." he said.

"Thanks." she smiled. "Nice kimono. I won't hit you for it."

Gray looked down and saw that he still had his top off. He scrambled to put it back on when Jem grabbed his hand. Gray looked at her with questioning eyes.

"I made a promise to someone a while back that I wouldn't … but I don't think I can anymore." Jem said with a smile.

"A promise … to who? About what?" Gray asked.

"My grandmother. I promised her I wouldn't do anything to mess things up. That's why I'm so mean to you."

"I … what?"

"I didn't want you to fall in love with me. So I pretended to hate you." Jem said.

"Pretended …?"

Jem smiled then grabbed Gray and pulled him close to her. Gray looked down to see she was hugging him. As the fireworks burst in the sky to signal the end of the first day of the festival, the many colors of them shined down on the ground and people below.

"Jem, by saying you didn't want me to love you … are you saying that you love me?" Gray asked.

"You have a slow brain, you pervert." Jem chuckled. "But you're right. In the end, I couldn't keep myself from falling in love with you, Gray Fullbuster."

"Jem …" Gray was about to say something but when he looked at her, with the lights of the fireworks lighting up her face, he lost all words, except for. "I guess the others were right."

Gray and Jem locked eyes for a brief moment before Gray leaned in and kissed her. Jem didn't hesitate any to kiss back. She had gone against her promise to her grandmother and gone against time itself. But she thought even so, her grandmother would be happy for her nonetheless, because Jem was truly happy for the first time since she left her.


	5. Chapter 5

**Chapter 5: All's Well That Ends … Crap**

Even though Jem had missed out on the festival on Saturday she was ready for the final day of the festival on Sunday. Her thoughts swam in the memory of the previous day. With everything that was happening it was a relief to have something nice occur.

Jem was in the kitchen making breakfast for herself. In the distance the T.V. played in the living room. Jem was listening to the news to hear if any other schools were attacked the same way she and Mira were.

_Grabbing me was defiantly a mistake. Mira was the only one attacked. I was just in the way._ _That thing was after Mira … but why?_

When the news was over Jem turned off the T.V. then she ate her breakfast before heading to work. She had asked to work early shift so that she could participate in the festival that night. Her boss agreed and now she had to hurry or she'd be late.

Once there she changed into her uniform and went to the fish to clean the tanks. After the first hour and tenth tank Jem could hear a disturbance in the shop. She finished putting the fish tank back in the wall. She looked through to the other side and saw the boss was arguing with a teenager.

"Hey, Kagi!" Jem called to her co-worker. "What the heck is going on out there?" she asked.

"I don't know." he responded. Kagi was a tall tan boy with dark green hair. He had a love for animals, mostly aquatics, and a huge crush on Jem, which she didn't know about. "Some boy came in, the boss is giving him grief because he isn't wearing a shirt."

"NO SHIRT! Gray-kun!" Jem squeaked then bolted from the back room.

"Gray … kun?" Kagi thought out loud.

"Now will you put on a shirt!" shouted the boss.

"I told you I don't know where my shirt is. I swore I put one on." Gray said.

"Ma'am!" Jem called. The boss and Gray turned to her.

"Miss Clearbelle, do you know this man?" asked the boss.

"Yes, I'm sorry for any trouble he may have caused you." Jem said bowing her head. She turned to Gray and slapped him on the arm. "At least check yourself before walking into a store that says 'No Shoes, No Shirt, No Service'."

"Look, I'm sorry. I just wanted to see you before the festival." Gray said with a slight nervous chuckle.

"How sweet of you, but still you can't just come see me at my job. Especially, if you don't have a sufficient reason." Jem said.

"No I wanted to tell you that Mira woke up last night." Gray said.

"How do you know?" Jem asked.

"Elfman told Sugar and she called everybody else this morning but you didn't answer. I went to your home to tell you, when you didn't answer I came straight here and then got lip from her." Gray gestured to the boss. "I seriously don't know when I lost my shirt."

"Either way, it's good to know that she's okay." Jem smiled.

"She may even be at the festival, if she doing alright." Gray said.

"Oh I hope so. Look not to be mean but you should go now. I do have to work." Jem said.

"Right, I'm gone." Gray smiled. He kissed her forehead then left the store.

Jem apologized to her boss once again for Gray's little habit then hurried to the back room to finish cleaning the tanks.

After the work day was over and night began to fall, she changed back into her usual outfit then hurried home. She was going to have a wonderful time at the festival … with her new boyfriend.

Jem changed into her kimono and tied her hair back the same way as yesterday. She looked out her window and saw people gathering at the entrance of the festival. She tried to see if anyone she knew was down there. When her door bell rang she grabbed her phone and stuffed it into her kimono then headed for the door. She swung it open to see Gray, wearing his gray kimono with the top hanging around his waist.

"Nice to see you, Gray-kun." Jem smiled.

"Same. You look better then yesterday." Gray said.

"I'm wearing the same thing as yesterday." Jem said.

"True, but yesterday you weren't my girlfriend." Gray smiled. Jem blushed.

"Natsu that is the fifth fried squid in the past half hour!" Kasai stated as Natsu bit down on the squid.

He had been shoveling food into his mouth ever since he got to the festival. He attacked the food stands the moment they got to through the entrance.

"You act like you're starved." Kasai sighed.

"Sometimes I am. It's hard to pay for the place I live and feed myself." Natsu stated.

"I thought Principle Macarov helped the kids with those situations, at least until their eighteen?" Kasai asked.

"Well, yeah, he does, but I didn't want to feel like a charity case." Natsu said.

"So you told him not to pay for your food or a bill? … nothing!?" Kasai said in shock.

"Yup." Natsu smiled his overly cheerful smile then bit into the squid again.

"You idiot. You're just one big hopeless headache." Kasai sighed then kissed his cheek.

"I thought not in public." Natsu said with a pout.

"But that was my choice." Kasai smiled.

"Can I have another?" Natsu asked.

"Don't push your luck, pinkie!" called a voice.

Kasai and Natsu looked over to see Gray and Jem walking over to them. Kasai and Natsu went to greet them and welcome Jem to the festival when they saw that the two were holding hands.

"Wow, either your guys' hands are really cold or …" Natsu began.

"Your dating aren't you!?" Kasai exclaimed.

"Yup." Jem smiled.

"Since when?" came another voice.

From behind was Jubilee and Levy. They wore the same kimonos as yesterday.

"Yesterday." Gray said. "It just kinda happened."

"You kissed me." Jem retorted.

"You were the one who said, 'I couldn't keep myself from falling in love with you'."

"Whatever." Jem blushed then slapped him in the side.

"I knew you two would make a cute couple." Jubilee laughed.

"Yeah it was pretty obvious that you two were pretending to hate each other." came a high feminine voice.

The gang turned to see Sugar and Elfman along with Mirajane.

"MIRA!" The group exclaimed as they group hugged her.

"How are you doing, Mira?" Jem asked.

"I'm fine and I wanted to come especially to tell you that, Jem. I can't thank you enough for what you did in that metal contraption to save me, … and yourself of course, but you really helped me keep my head." Mira smiled placing a hand on Jem's shoulder.

"But you got hurt anyway." Jem sighed.

"I could've gotten much more hurt had you not been there to help free us." Mira said with a warm tone in her voice.

"Thank you, Mira, I really needed to hear that from you." Jem smiled.

"There's the smile." Kasai laughed. Everyone joined in.

"Thanks for telling her that Mira." Gray said. "She's been so down I had to date her just for her to come."

"Not true, Gray-kun." Jem blushed. Gray chuckled under his breathe then kissed her in front of the others.

"Kimmie, I don't know about this." said a shaky blonde girl.

As the group of friends conversed and had fun, there were two festival goers who were planing something against one of them.

"Be quiet. Trust me it won't be that bad. A small fire and we won't be blamed." Kimmie responded in a hushed tone. "You dislike her as much as I do, Koko."

"I know but it just seems dangerous." Koko coward.

"Too bad! We're doing this. Koko hand me that match."

The two had made an elaborate set up so that a simple tug on a wire would set off the chain reaction for a near by stand to catch fire.

"We'll get that perfect little bookworm." Kimmie smiled evilly. "Koko go lure her this way." she ordered. Koko got up and headed to lure their target to a horrible situation.

When she reached the group she tapped her victim on the shoulder. "Excuse me, Jubilee." Jubilee turned and the other looked to her.

"The man at the stand over there said you dropped something. He tried to call for you but I guess you didn't hear him. So he asked me to get you." she lied.

"Oh, okay, I'll go see. You guys wait here, I'll be right back." Jubilee said. "Which stand?" she asked.

"The one next to the fried squid." Koko said then disappeared into the crowd.

After a moment the group decided to go their separate ways. Natsu and Kasai left for more food. Sugar, Elfman and Mirajane went to play some games. Levy wanted to met up with Jubilee. Gray and Jem were ready to enjoy the festival to the fullest. But everything was stopped by an explosion as a stand went up in flames. The fire began to spread quickly. People were screaming and running in all directions.

"What happened?" Gray asked out loud.

"I don't know." Jem answered. "Maybe we should check, Gray-kun."

"Yeah." Gray and Jem headed for the mess.

Through the chaos Jem could hear people talking. They said that a small girl with black and green hair tripped over the gas line causing the squid stand to blow. Jem quickly went to the fire.

"Jem are you crazy get back here!" Gray shouted over the commotion. He grabbed her arm.

"It's Jubilee. She may still be in there!" Jem said. "Let me go, Gray-kun, please!"

"Whether she's there or not, there is nothing you can do." Gray said.

"No!" She snapped, yanking her arm out of his grip. "There is plenty I can do. I refuse to let another friend get hurt when I can help." Then Jem ran into the flames.

Gray watched as the licking flames engulf his girlfriend. "Dammit! She is so stubborn!" Gray growled then ran after her.

Jem searched the red heat for any sign of life. When she heard a very faint gasp. She hurried over but couldn't touch anything to move it out of her way.

Jem held her hand to her mouth and exclaimed, "Water Maidens' Whip!" A long stream of water formed from her mouth to her hand and she pulled it out like a rope. She then used that to move the flaming wood away. Soon she uncovered an unconscious Jubilee.

"Jubilee, wake up! Please, wake up!" Jem said pulling her into a safer area. "Come on Jubilee."

"Jem!" Gray called through the smoke.

"Over here, I found her!" Jem called back.

"Good." Gray sighed.

_However, she's breathed in too much smoke. I need to do something or she'll most defiantly die._

Jem had left her pursue at her home and that was what she needed. Gray had finally found them and saw the situation.

"Gray-kun, Jubilee is in trouble. She's been breathing in smoke for too long." Jem said in a slight panic.

"Hear the sirens? The Fire Department is here, They can …" Gray began.

"No." Jem interrupted. "I can help. I just need my pursue."

"You left it at the house."

"I know." Jem reached into her kimono and pulled out a key. "Help me get her out then run to my house a grab my pursue. You'll have to use my special lock too. Do you remember?"

"Jem … Yeah I remember the circle thing." Gray sighed as he nodded in agreement. He grabbed the key then pickup Jubilee.

"Just remember something …" Jem said. "... don't tell anyone." Jem stretched her arms out to her sides then said, "Water Cyclone!"

From nowhere water appeared and circled around them then blasted forward clearing a path through the fire and smoke. Without any questions Gray rushed Jubilee out of the mayhem. Jem followed close behind.

Once out of the path of the fire and the black air, Gray ran for Jem's house. After what he saw in the last few seconds he knew there was something very important in Jem's pursue that could help.

When Gray returned, Jem took the pursue and quickly reached in and pulled out a small red pouch. She opened it and started pulling out small crystals of many different colors. Finally Jem pulled out two pure white crystals.

"What are those?" Gray finally asked.

"Lacirma." Jem answered. "One of these is wind. It will clean her airways and clear the black smoke from her lungs."

"I'll ask more later. I'm not understanding at all." Gray sighed.

"The problem is, I don't know which one is the wind." Jem said.

"Give her both, you don't have the time to guess and if you're wrong …" Gray said.

Jem hesitated for a moment, she knew one of them was the wind Lacirma but she was unsure of what the other one was. Jem pulled Jubilee into a sitting position and placed both Lacirma on the lower part of her back.

"Why place them so low?" Gray asked.

"I placed them there so that as they move up through her body it will force out the smoke." Jem said.

There was a white glow then the Lacirma disappeared. Soon Jubilee began to exhale black smoke.

"It's working." Jem smiled.

After a moment Jubilee's eyes opened she looked at Jem then slowly looked to Gray.

"I'm … sorry … my … fault." Jubilee said through coughs. Then she closed her eyes.

"She passed out." Gray said. He picked Jubilee up and headed for the Police and Fire Department.

Once Jubilee was in an Ambulance and on her way to the hospital, Gray and Jem were checked out by the other medical personnel. They were given the green light to go home.

It wasn't till they were heading home, walking up the hill to Jem's house, that Gray pointed out the extent of the disorder from the festival. The fire had spread all the way to the school. The firefighters were still there putting out the fire. It seemed that the school itself was not affected but the field seemed to be under the fires' attack.

"Classes will defiantly be canceled tomorrow." Jem said.

"Right."

As Jem entered the house Gray followed her in. Both of them wanted to shower off the horrible smell of smoke and the black dust that had covered them. Jem went to change and wash first. When she was done she offered the bathroom to Gray who accepted immediately. Jem handed an old robe to him and he was off. Jem herself was also wearing one.

Once they were both clean Gray sat down on the couch and patted the cushion. Jem sat down next to him and wait to be bombarded with questions. For a few minutes nothing was said between the two uncomfortable teens. The silence was only broken by distant sirens and people on the street. It seemed like Gray would never say anything.

Gray looked over to Jem, who was avoiding eye contact. "Where are you from, Jem?"


End file.
